CALGARY, AB–(Marketwired – February 22, 2017) –
NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA), OR ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
Aveda Transportation and Energy Services Inc. (“Aveda” or the “Company“) (TSX VENTURE: AVE), a leading provider of oilfield hauling services and equipment rentals to the energy industry, is pleased to announce that it has closed its previously announced short form prospectus offering (the “Offering“) of common shares in the capital of the Company (“Common Shares“) distributed pursuant to its short form prospectus dated February 9, 2017 in the provinces of British Columbia, Alberta, Manitoba and Saskatchewan. Pursuant to the Offering, the Company issued a total of 37,433,625 Common Shares, at a price of $0.60 per share, for aggregate gross proceeds of $22,460,175.00.
The Offering was completed by a syndicate of agents co-led by Beacon Securities Limited and Canaccord Genuity Corp and included PI Financial Corp. and Mackie Research Capital Corporation.
Werklund Capital Corporation (“WCC“) and Werklund Ventures Limited (“WVL“) participated in the Offering in an aggregate amount of $4,000,020.00, which participation constitutes a “related party transaction” as such term is defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). The Company is exempt from the formal valuation requirement of MI 61-101 in reliance on section 5.5(b) of MI 61-101 as no securities of the Company are listed or quoted for trading on prescribed stock exchanges or stock markets. The Company received written minority shareholder consent from over 50% of the minority shareholders approving the participation of WCC and WVL as required in an Ontario Securities Commission order dated February 21, 2017 (the “Order“) granting exemptive relief to the Company under section 9.1 of MI 61-101 from the requirements of section 5.3(2) of MI 61- 101 to (A)(i) call a meeting of its shareholders to consider WCC’s and WVL’s participation in the Offering, (ii) send an information circular to its shareholders in connection with such meeting, and (iii) obtain disinterested minority approval of WCC’s and WVL’s participation in the Offering at such meeting; and (B) instead be permitted to obtain the disinterested minority approval required for WCC’s and WVL’s participation in the Offering by section 5.6 of MI 61-101 by way of written consent.
The Company also announces that pursuant to the Order, the principal sum and fees of the loan agreement dated January 12, 2017 between WCC, WVL and the Company (the “Standby Facility“) is now convertible into securities of the Corporation upon the terms of the Standby Facility.
The Company is also pleased to announce that it has closed its previously announced non-brokered private placement of 666,667 Common Shares at a price of $0.60 per Common Share for aggregate gross proceeds of $400,000.20 (the “Private Placement“).
The Company intends to use the net proceeds of the Offering and the Private Placement to reduce indebtedness under the Company’s senior credit facility and for general working capital purposes.
Following completion of the Offering and the Private Placement, the Company has 57,180,332 Common Shares issued and outstanding.
About Aveda Transportation and Energy Services
Aveda provides specialized transportation services and equipment required for the exploration, development and production of petroleum resources in the Western Canadian Sedimentary Basin and in the United States of America principally in and around the states of Texas, Oklahoma, Pennsylvania, Wyoming and North Dakota. Transportation services include both the equipment necessary to move the load as well as a trained, professional driver capable of securing, moving and manipulating the load at its origin and destination. Aveda’s rental operations include the rental of well-sites, tanks, mats, pickers, light towers and other equipment necessary for oilfield operations.
Aveda was incorporated in 1994 as a private company to serve the oil and gas industry. In the spring of 2006 the Company went public on the TSX Venture Exchange. Aveda has major operations in Calgary, AB, Leduc, AB, Edson, AB, Pleasanton, TX, Midland, TX, Pecos, TX, Marshall, TX, Williamsport, PA, Casper, WY, Williston, ND, and Oklahoma City, OK. Aveda is publicly traded on the TSX Venture Exchange under the symbol AVE. For more information on Aveda please visit www.avedaenergy.com.
This News Release contains certain forward-looking statements and forward-looking information (collectively referred to herein as “forward-looking statements“) within the meaning of applicable Canadian securities laws. All statements other than statements of present or historical fact are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as “anticipate”, “achieve”, “could”, “believe”, “plan”, “intend”, “objective”, “continuous”, “ongoing”, “estimate”, “outlook”, “expect”, “may”, “will”, “project”, “should”, “potential” or similar words, including negatives thereof, suggesting future outcomes. In particular, this News Release contains forward-looking statements relating to the use of proceeds from the Offering and the Private Placement. Aveda believes the expectations reflected in such forward-looking statements are reasonable as of the date hereof but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon.
Forward-looking statements are not a guarantee of future performance and involve a number of risks and uncertainties, some of which are described herein. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause Aveda’s actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, the risks identified in Aveda’s annual information form and management discussion and analysis for the year ended December 31, 2015 (the “MD&A”), which are available for viewing on SEDAR at www.sedar.com. Any forward-looking statements are made as of the date hereof and, except as required by law, Aveda assumes no obligation to publicly update or revise such statements to reflect new information, subsequent or otherwise.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
For more information, please contact:
Bharat Mahajan, CA
Vice President, Finance and Chief Financial Officer
(403) 264-5769
[email protected]
